Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Shareholders held by Rocky Brands, Inc. on June 3, 2026. The filing details the election of directors, the advisory vote on executive compensation, and the ratification of the independent auditor.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Election of Directors: Five directors were elected to serve until the 2028 Annual Meeting.
- Michael L. Finn: 5,207,939 votes for; 279,432 withheld.
- G. Courtney Haning: 5,228,378 votes for; 258,993 withheld.
- William L. Jordan: 5,395,542 votes for; 91,829 withheld.
- Curtis A. Loveland: 4,802,983 votes for; 684,388 withheld.
- Robert B. Moore, Jr.: 4,274,993 votes for; 1,212,378 withheld.
- Executive Compensation (Say-on-Pay): Shareholders approved the compensation of named executive officers on an advisory, nonbinding basis.
- Votes For: 5,323,393
- Votes Against: 148,860
- Abstain: 15,118
- Auditor Ratification: Shareholders ratified the election of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- Votes For: 6,802,916
- Votes Against: 27,072
- Abstain: 10,338
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Investor Verification Checklist
- Verify the total number of shares entitled to vote at the meeting to contextualize the "Broker Non-Votes" (1,352,955) listed for director elections.
- Confirm the specific term length for the newly elected directors (stated as until the 2028 Annual Meeting).
- Review the full proxy statement for details on the executive compensation plan approved by shareholders.
- Check subsequent filings for the official appointment letter of Deloitte & Touche LLP.